Oruka Therapeutics (ORKA) CMO awarded 130,000 stock options and 32,500 shares

Rhea-AI Filing Summary

Oruka Therapeutics Chief Medical Officer Joana Goncalves received new equity awards in the form of stock and options. On January 23, 2026, she was granted 32,500 shares of common stock at a price of $0 per share, bringing her directly held common stock to 34,018 shares. This stock grant vests in equal sixteenth portions on each March 14, June 14, September 14, and December 14.

On the same date she was also granted an employee stock option for 130,000 shares of Oruka Therapeutics common stock at an exercise price of $34.39 per share. The option vests in 1/48 monthly installments starting from January 1, 2026 and is scheduled to expire on January 22, 2036. Both the stock and option positions are reported as held directly.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Goncalves Joana

(Last) (First) (Middle)

C/O ORUKA THERAPEUTICS, INC.

855 OAK GROVE AVE., SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Oruka Therapeutics, Inc. [ ORKA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/23/2026		A		32,500(1)	A	$0	34,018	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$34.39	01/23/2026		A		130,000		(2)	01/22/2036	Common Stock	130,000	$0	130,000	D

Explanation of Responses:

1. The grant vests as to 1/16 of the shares on each March 14, June 14, September 14 and December 14 (or if not a trading day, the immediately preceding trading day).

2. The option vests as to 1/48 of the underlying shares monthly from January 1, 2026.

	/s/ Paul Quinlan, as attorney-in-fact for Joana Goncalves	01/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did ORKA Chief Medical Officer Joana Goncalves report on January 23, 2026?

Joana Goncalves reported the grant of 32,500 shares of common stock at $0 per share and an employee stock option for 130,000 shares with an exercise price of $34.39 per share, both dated January 23, 2026.

How many Oruka Therapeutics (ORKA) shares does Joana Goncalves hold after this Form 4 filing?

After the reported grant, Joana Goncalves beneficially owns 34,018 shares of common stock of Oruka Therapeutics directly, as disclosed in the filing.

What are the vesting terms of the 32,500 ORKA common shares granted to Joana Goncalves?

The 32,500 common shares granted to Joana Goncalves vest as to 1/16 of the shares on each March 14, June 14, September 14, and December 14, or the immediately preceding trading day if those are not trading days.

What are the key terms of Joana Goncalves’ 130,000-share ORKA stock option grant?

The employee stock option covers 130,000 shares of common stock at an exercise price of $34.39 per share. It vests as to 1/48 of the underlying shares monthly from January 1, 2026 and has an expiration date of January 22, 2036.

Is Joana Goncalves’ ownership in Oruka Therapeutics reported as direct or indirect in this Form 4?

Both the 34,018 shares of common stock and the 130,000-share stock option are reported as held directly (D) by Joana Goncalves, with no separate nature of indirect ownership disclosed.

What is Joana Goncalves’ role at Oruka Therapeutics (ORKA) according to the Form 4?

The Form 4 identifies Joana Goncalves as an officer of Oruka Therapeutics, serving as the company’s Chief Medical Officer, and not as a director or 10% owner.